Common use of Transition Management Clause in Contracts

Transition Management. (a) As soon as practicable after the date of this Agreement, the parties shall create a special transition management task force (the "Task Force"), which shall be comprised of Xxxx X. Xxxxxxx, Xxxxxx X. Xxxxxx and Xxx X. XxXxxxxx. The Task Force shall examine various alternatives regarding the manner in which to best organize the business of the Surviving Corporation after the Effective Time. (b) As soon as practicable after the date of this Agreement, the Task Force will develop a plan (the "Plan") with respect to the communications with the employees of Xxxx-XxXxx and Oryx and their respective Subsidiaries regarding the transactions contemplated by this Agreement. Notwithstanding any other provision of this Agreement, prior to the Effective Time, neither Xxxx- XxXxx nor Oryx will contact or communicate with any employee of the other party or its Subsidiaries with respect to the transactions contemplated by this Agreement, unless pursuant to the Plan or in accordance with the authorization of the Task Force. In addition, except pursuant to the Plan, neither Xxxx-XxXxx nor Oryx will have any communication or contact with any employee of the other party or its Subsidiaries concerning, relating to or in any way bearing upon any closing or relocation of or reduction in size, staff or function of any present facility of the other party. The Plan will address such topics as the identity of senior management of the Surviving Corporation (other than as provided elsewhere herein), integration of Xxxx-XxXxx and Oryx, retention bonuses, short- and long-term plans for the corporate headquarters, group offices, payroll and benefits administration. Xxxx-XxXxx and Oryx will cooperate and provide all needed notices under the Worker Adjustment and Retraining Notification Act and its regulations.

Appears in 2 contracts

Samples: Merger Agreement (Oryx Energy Co), Merger Agreement (Oryx Energy Co)

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Transition Management. (a) As soon as practicable after the date of this Agreement, the parties shall create a special transition management task force (the "Task Force"), which shall be comprised of Xxxx X. XxxxxxxLuke R. Corbett, Xxxxxx X. Xxxxxx Robert L. Keiser and Xxx X. XxXxxxxxTom J. McDaniel. The Task Force shall examine various alternatives regarding the manner in which to best varxxxx xxxxxxxxxxes xxxxxxxxx xxx xanner xx xxxxx xx xxst organize the business of the Surviving Corporation after the Effective Time. (b) As soon as practicable after the date of this Agreement, the Task Force will develop a plan (the "Plan") with respect to the communications with the employees of XxxxKerr-XxXxx McGee and Oryx and their respective Subsidiaries regarding the transactions contemplated by contemxxxxxx xx this Agreement. Notwithstanding any other provision of this Agreement, prior to the Effective Time, neither Xxxx- XxXxx Kerr-McGee nor Oryx will contact or communicate with xxxx any employee of the other party or its Subsidiaries with respect to the transactions contemplated by this Agreement, unless pursuant to the Plan or in accordance with the authorization of the Task Force. In addition, except pursuant to the Plan, neither XxxxKerr-XxXxx McGee nor Oryx will have any communication or contact with any employee of the other party or othxx xxxxx xr its Subsidiaries concerning, relating to or in any way bearing upon any closing or relocation of or reduction in size, staff or function of any present facility of the other party. The Plan will address such topics as the identity of senior management of the Surviving Corporation (other than as provided elsewhere herein), integration of XxxxKerr-XxXxx McGee and Oryx, retention bonuses, short- and long-term plans for the corporate headquartershexxxxxxxxxx, group offices, payroll and benefits administration. XxxxKerr-XxXxx McGee and Oryx will cooperate and provide all needed notices under the Worker Adjustment and Adjuxxxxxx xxx Retraining Notification Act and its regulations.

Appears in 2 contracts

Samples: Merger Agreement (Kerr McGee Corp), Merger Agreement (Kerr McGee Corp)

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